The three songwriters, Shane Minor, Wade Kirby and Phil O'Donnell, first demoed this tune to Easton Corbin back in 2012. "I've gotta tell ya. They played it for me and at first I was like, 'Yeah, it's a pretty good song.' I kept listening to it over a couple years, and finally I was like, 'You know what? Maybe I do need to cut this thing,'" he told Taste of Country. "The cool thing about this song is it's so different for me. It's just really a different personality piece … It's a simple song, but it's very well-written. And I think every guy and girl can relate to it once they hear it."
Corbin eventually decided to record the tune, as he saw its potential for his live show. "It's a song that I think everyone can relate to," he said. "I think every guy has been in a bar, and the girl comes along - and he's hooked."
This was one of three cuts that Easton went back into the studio to record for About To Get Real nearly a year after he thought he was finished. "It's one of those songs that had to grow on me. When I heard it, and I was like, 'Eh, I ain't so sure about that.' And the more and more I listened to it, I found myself thinking, looking back and saying, 'Man, I remember that song 'Yup.' I want to hear that again.' I'd go back through my emails and find it, and I'd have my manager send it to me a couple of times. I just kept listening to it, and it started growing on me," Easton said. "I was like, 'You know? Come to think of it, everybody, everybody goes through this, especially guys, or girls.' It's like, 'Hey, I've got to work in the morning,' but a pretty girl catches your eye, and it's like, 'Maybe I'll stay here for a little longer.'"